{"url_path":"/sec/xhld/8-k/2026-06-26/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-26","source_url":"https://www.sec.gov/Archives/edgar/data/2030954/0001493152-26-030347-index.html","accession_number":"0001493152-26-030347","cik":"0002030954","ticker":"XHLD","issuer_name":"TEN Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2030954/0001493152-26-030347-index.html","primary_entity_key":"0002030954","primary_entity_name":"TEN Holdings, Inc."},"word_count":320,"has_tables":true,"body_markdown":"** **\n\n**Item\n1.01. Entry into a Material Definitive Agreement**\n\n \n\nOn\nJune 26, 2026, TEN Holdings, Inc. (the “Company,” “TEN Holdings,” “we,” or “our”) entered\ninto a Placement Agency Agreement (the “Placement Agency Agreement”) with WestPark Capital, Inc. (the “Placement Agent”),\npursuant to which the Placement Agent agreed to serve as the exclusive placement agent for the Company in a registered direct offering\nby the Company to the Placement Agent (the “Offering”) of an aggregate of 7,500,000 shares (the “Shares”)\nof common stock of the Company, par value $0.0001 per share (“Common Stock”). The gross proceeds to the Company from the\nOffering are expected to be approximately $7.5 million, before deducting the placement agent’s fees and related offering\nexpenses. The Offering is expected to close on June 30, 2026.\n\n \n\nThe\nPlacement Agency Agreement contains customary representations and warranties, indemnification rights and obligations, and agreements\nof the Company and the Investor.\n\n \n\nThe\nShares were offered by the Company pursuant to a registration statement on Form S-1 (File No. 333-294896), as amended, and a Rule 462(b)\nRegistration Statement on Form S-1 (File No. 333-297075), which were filed with the Securities and Exchange Commission (the “SEC”).\n\n \n\nThe\nforegoing summary of the Placement Agency Agreement does not purport to be complete and is qualified in its entirety by the full text\nof such documents, a form of which was filed as Exhibit 1.1 to Amendment No. 3 to the Registration Statement on Form S-1 (File No. 333-294896),\nfiled with the SEC on June 23, 2026, and is incorporated herein by reference.\n\n \n\nThis\nCurrent Report on Form 8-K does not constitute an offer to sell any securities or a solicitation of an offer to buy any securities, nor\nshall there be any sale of any securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful\nprior to registration or qualification under the securities laws of any such state or jurisdiction."}